Special Resolution For Issue of Preference Shares


As per the provisions of section 55(2) of the Companies Act, 2013 a company limited by shares may, if so authorised by its articles, issue preference shares which are liable to be redeemed within a period not exceeding twenty years from the date of their issue subject to such conditions as may be prescribed, Provided that a company may issue preference shares for a period exceeding twenty years for infrastructure projects, subject to the redemption of such percentage of shares as may be prescribed on an annual basis at the option of such preferential shareholders:

Special Resolution For Issue of Preference Shares

“RESOLVED THAT Pursuant to the provisions of Section 42, 55, 62 of the Companies Act, 2013  read with Rules made thereunder of The Companies (Share Capital and Debentures) Rules, 2014 and all other applicable provisions as may be amended from time to time of the Companies Act, 2013 and the Articles of Association of the Company and subject to such other approvals, permissions and sanctions, as may be necessary, the  consent of the Company be and is hereby accorded to the Board to offer, issue and allot (no. of shares) 10% redeemable cumulative preference shares of Rs.100 each to be issued for cash to various entities/persons including Promoters / Promoter Group & Associates whether or not they are member(s) of the Company, with such rights and privileges and on such terms and conditions as set out in the Explanatory Statement annexed to the Notice convening this meeting.”

RESOLVED FURTHER THAT the preference shares shall carry a dividend of 10% per annum and the same shall accrue from the date of allotment thereof to each shareholder and shall be redeemable at par on _______.

RESOLVED FURTHER THAT for the purpose of giving effect to this resolution, the Board be and is hereby authorized to undertake all such acts, deeds, matters and things to finalise and execute all such deeds, documents and writings as may be deemed necessary, proper, desirable and expedient in its absolute discretion, to enable this resolution and to settle any question, difficulty or doubt that may arise in this regard.”

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